Common use of Work Products Clause in Contracts

Work Products. (i) The Employee represents and warrants to the Company that all work that the Employee performs, for or on behalf of the Company and its clients, and all work product that the Employee produces, including, but not limited to, software, documentation, memoranda, ideas, designs, inventions, processes, algorithms, etc. (also " Work Product") will not knowingly infringe upon or violate any patent, copyright, trade secret or other property right of any of the Employee's former employers or of any other third party. Further, the Employee will not disclose to the Company or use in any of the Employee's Work Product any confidential or proprietary information belonging to others, unless both the owner thereof and the Company have consented to such disclosure and usage. (ii) The Employee will promptly disclose to the Company all Work Products developed by the Employee within the scope of his employment with the Employer or which relate directly to, or involve the use of, any Confidential Information including, but not limited to, all software, concepts, ideas and designs, and all documentation, manuals, letters, pamphlets, drafts, memoranda and other documents, writings or tangible things of any kind. (iii) The Employee acknowledges and agrees that all copyrightable Work Products prepared by the Employee within the scope of the Employee's employment with the Company are "works made for hire" and, consequently, that the Company owns all copyrights thereto. (iv) The Employee hereby assigns, transfers and conveys to the Company, without additional consideration, all of her other rights, title and interest (including, but not limited to, all patent, copyright and trade secret rights) in and to all Work Products prepared by the Employee, whether patentable or not, made or conceived, in whole or in part, by the Employee within the scope of the Employee's employment by the Company, or that relate directly to, or involve the use of, Confidential Information. (v) The Employee will, without additional compensation, execute all assignments, oaths, declarations and other documents requested by the Company to effect and further evidence the foregoing assignment, transfer and conveyance, and agree to provide all reasonable assistance to the Company (at the Company's expense) to provide all information, documentation and assistance to the Company in perfecting, enforcing, defending or protecting any or all of the Company's rights in all Work Product.

Appears in 1 contract

Samples: Employment Agreement (Docuport Inc)

AutoNDA by SimpleDocs

Work Products. (ia) The Employee represents agrees promptly to disclose and warrants deliver to the Company any and all, and hereby assigns, transfers, and sets over to the Company, Employee's entire and exclusive right, title, and interest, including rights in the nature of patent rights, trademark rights, copyrights, trade secrets, or design rights, in and to any and all, improvements, inventions, developments, discoveries, works of authorship, innovations, systems, techniques, ideas, processes, programs, listings, and other things that all work may be of assistance to the Company, whether patentable or unpatentable, relating to or arising out of any development, service, or product of, or pertaining in any manner to the business of, the Company whether conceived, developed, or learned by Employee, alone or with others, during or after normal business hours, while employed by the Company (collectively, "Work Products"). These include only items that would be construed as part of the Employee performs, for or on behalf Company's business plan. Any other unrelated activities that do not relate to the business plan of the Company and its clients, and all work product that will be the Employee produces, including, but not limited to, software, documentation, memoranda, ideas, designs, inventions, processes, algorithms, etc. (also " Work Product") will not knowingly infringe upon or violate any patent, copyright, trade secret or other property right of any of third party and/or the Employee, whichever is applicable. Any developments for any third party shall be made solely on the Employee's former employers personal time and not during business hours. The foregoing assignment includes, without limitation, all such rights in the United States of America and throughout the world, and in and to any letters patent, applications for letters patent, any division, reissue, extension, continuation, or continuation-in-part thereof, or any copyright or trademark registrations that may be granted and issued for such Work Products. Employee hereby authorizes and requests the Commissioner of Patents and Trademarks or other appropriate government official to issue any other third party. Further, the Employee will not disclose such Letters Patent or registrations to the Company or use in any of the Employee's Work Product any confidential or proprietary information belonging to othersCompany, unless both the owner thereof its successors, and assigns. (b) The parties intend that the Company have consented to such disclosure the sole and usage. (ii) The Employee will promptly disclose to the Company all Work Products developed by the Employee within the scope of his employment with the Employer or which relate directly toexclusive right, or involve the use of, any Confidential Information including, but not limited to, all software, concepts, ideas and designstitle, and all documentation, manuals, letters, pamphlets, drafts, memoranda and other documents, writings or tangible things of any kind. (iii) The interest in such Work Products. Employee acknowledges and agrees that all copyrightable Work Products prepared by will be and remain the Employee within the scope exclusive property of the Employee's employment with Company and that Employee will, upon the Company are "works made for hire" and, consequently, that the Company owns all copyrights thereto. (iv) The Employee hereby assigns, transfers and conveys to request of the Company, and without additional considerationfurther compensation, do all lawful things requested by the Company to ensure the Company's ownership of her other rightsthe Work Products, title and interest (including, but not limited towithout limitation, the execution of all patent, copyright and trade secret rights) in and to all Work Products prepared by the Employee, whether patentable or not, made or conceived, in whole or in part, by the Employee within the scope of the Employee's employment by the Company, or that relate directly to, or involve the use of, Confidential Information. (v) The Employee will, without additional compensation, execute all assignments, oaths, declarations and other documents requested by the Company to effect assign and further evidence the foregoing assignment, transfer and conveyance, and agree to provide all reasonable assistance to the Company (at and its assigns all of Employee's right, title, and interest in the Company's expense) Work Products, if any, and to provide all informationenable the Company to file and obtain patents, documentation copyrights, and assistance other proprietary rights in the United States and foreign countries relating to the Work Products. Employee hereby appoints the Company in perfectingas Employee's attorney-in-fact to execute all documents relating to such registrations, enforcingapplications, defending and assignments. The provisions of this Section 2.10 will survive the expiration or protecting termination of this Agreement for any or all of the Company's rights in all Work Productreason.

Appears in 1 contract

Samples: Employment Agreement (Primco Management Inc.)

Work Products. (ia) The Employee represents agrees promptly to disclose and warrants deliver to the Company any and all, and hereby assigns, transfers, and sets over to the Company, Employee’s entire and exclusive right, title, and interest, including rights in the nature of patent rights, trademark rights, copyrights, trade secrets, or design rights, in and to any and all, improvements, inventions, developments, discoveries, works of authorship, innovations, systems, techniques, ideas, processes, programs, listings, and other things that all work may be of assistance to the Company, whether patentable or unpatentable, relating to or arising out of any development, service, or product of, or pertaining in any manner to the business of, the Company whether conceived, developed, or learned by Employee, alone or with others, during or after normal business hours, while employed by the Company (collectively, “Work Products”). These include only items that would be construed as part of the Employee performs, for or on behalf Company’s business plan. Any other unrelated activities that do not relate to the business plan of the Company will be the property of any third party and/or the Employee, whichever is applicable. Any developments for any third party shall be made solely on the Employee’s personal time and its clientsnot during business hours. The foregoing assignment includes, without limitation, all such rights in the United States of America and throughout the world, and all work product that the Employee produces, including, but not limited to, software, documentation, memoranda, ideas, designs, inventions, processes, algorithms, etc. (also " Work Product") will not knowingly infringe upon or violate in and to any letters patent, copyrightapplications for letters patent, trade secret any division, reissue, extension, continuation, or continuation‑in‑part thereof, or any copyright or trademark registrations that may be granted and issued for such Work Products. Employee hereby authorizes and requests the Commissioner of Patents and Trademarks or other property right of appropriate government official to issue any of the Employee's former employers such Letters Patent or of any other third party. Further, the Employee will not disclose registrations to the Company or use in any of the Employee's Work Product any confidential or proprietary information belonging to othersCompany, unless both the owner thereof its successors, and assigns. (b) The parties intend that the Company have consented to such disclosure the sole and usage. (ii) The Employee will promptly disclose to the Company all Work Products developed by the Employee within the scope of his employment with the Employer or which relate directly toexclusive right, or involve the use of, any Confidential Information including, but not limited to, all software, concepts, ideas and designstitle, and all documentation, manuals, letters, pamphlets, drafts, memoranda and other documents, writings or tangible things of any kind. (iii) The interest in such Work Products. Employee acknowledges and agrees that all copyrightable Work Products prepared by will be and remain the Employee within the scope exclusive property of the Employee's employment with Company and that Employee will, upon the Company are "works made for hire" and, consequently, that the Company owns all copyrights thereto. (iv) The Employee hereby assigns, transfers and conveys to request of the Company, and without additional considerationfurther compensation, do all lawful things requested by the Company to ensure the Company’s ownership of her other rightsthe Work Products, title and interest (including, but not limited towithout limitation, the execution of all patent, copyright and trade secret rights) in and to all Work Products prepared by the Employee, whether patentable or not, made or conceived, in whole or in part, by the Employee within the scope of the Employee's employment by the Company, or that relate directly to, or involve the use of, Confidential Information. (v) The Employee will, without additional compensation, execute all assignments, oaths, declarations and other documents requested by the Company to effect assign and further evidence the foregoing assignment, transfer and conveyance, and agree to provide all reasonable assistance to the Company (at and its assigns all of Employee’s right, title, and interest in the Company's expense) Work Products, if any, and to provide all informationenable the Company to file and obtain patents, documentation copyrights, and assistance other proprietary rights in the United States and foreign countries relating to the Work Products. Employee hereby appoints the Company in perfectingas Employee’s attorney‑in‑fact to execute all documents relating to such registrations, enforcingapplications, defending and assignments. The provisions of this Section 2.10 will survive the expiration or protecting termination of this Agreement for any or all of the Company's rights in all Work Productreason.

Appears in 1 contract

Samples: Employment Agreement (Net Element, Inc.)

Work Products. (i) The Employee Service Corporation represents and warrants to the Company Docuport that all work that the Employee Service Corporation performs, for or on behalf of the Company Docuport and its clients, and all work product that the Employee Service Corporation produces, including, but not limited to, software, documentation, memoranda, ideas, designs, inventions, processes, algorithms, etc. (also " Work Product") will not knowingly infringe upon or violate any patent, copyright, trade secret or other property right of any of the Employee's former employers Service Corporation or of any other third party. Further, the Employee Service Corporation will not disclose to the Company Docuport or use in any of the EmployeeService Corporation's Work Product any confidential or proprietary information belonging to others, unless both the owner thereof and the Company Docuport have consented to such disclosure and usage. (ii) The Employee Service Corporation will promptly disclose to the Company Docuport all Work Products developed by the Employee Service Corporation within the scope of his its employment with the Employer or which relate directly to, or involve the use of, any Confidential Information including, but not limited to, all software, concepts, ideas and designs, and all documentation, manuals, letters, pamphlets, drafts, memoranda and other documents, writings or tangible things of any kind. (iii) The Employee Service Corporation acknowledges and agrees that all copyrightable Work Products prepared by the Employee Service Corporation within the scope of the EmployeeService Corporation's employment with the Company Docuport are "works made for hire" and, consequently, that the Company owns all copyrights thereto. (iv) The Employee Service Corporation hereby assigns, transfers and conveys to the Company, without additional consideration, all of her its other rights, title and interest (including, but not limited to, all patent, copyright and trade secret rights) in and to all Work Products prepared by the EmployeeService Corporation, whether patentable or not, made or conceived, in whole or in part, by the Employee Service Corporation within the scope of the EmployeeService Corporation's employment by the Company, or that relate directly to, or involve the use of, Confidential Information. (v) The Employee Service Corporation will, without additional compensation, execute all assignments, oaths, declarations and other documents requested by the Company Docuport to effect and further evidence the foregoing assignment, transfer and conveyance, and agree to provide all reasonable assistance to the Company Docuport (at the CompanyDocuport's expense) to provide all information, documentation and assistance to the Company Docuport in perfecting, enforcing, defending or protecting any or all of the CompanyDocuport's rights in all Work Product.

Appears in 1 contract

Samples: Marketing and Sales Contract (Docuport Inc)

AutoNDA by SimpleDocs

Work Products. (ia) The Employee represents agrees promptly to disclose and warrants deliver to the Company any and all, and hereby assigns, transfers, and sets over to the Company, Employee’s entire and exclusive right, title, and interest, including rights in the nature of patent rights, trademark rights, copyrights, trade secrets, or design rights, in and to any and all, improvements, inventions, developments, discoveries, works of authorship, innovations, systems, techniques, ideas, processes, programs, listings, and other things that all work may be of assistance to the Company, whether patentable or unpatentable, relating to or arising out of any development, service, or product of, or pertaining in any manner to the business of, the Company whether conceived, developed, or learned by Employee, alone or with others, during or after normal business hours, while employed by the Company (collectively, “Work Products”). These include only items that would be construed as part of the Employee performs, for or on behalf Company’s business plan. Any other unrelated activities that do not relate to the business plan of the Company will be the property of any third party and/or the Employee, whichever is applicable. Any developments for any third party shall be made solely on the Employee’s personal time and its clientsnot during business hours. The foregoing assignment includes, without limitation, all such rights in the United States of America and throughout the world, and all work product that the Employee produces, including, but not limited to, software, documentation, memoranda, ideas, designs, inventions, processes, algorithms, etc. (also " Work Product") will not knowingly infringe upon or violate in and to any letters patent, copyrightapplications for letters patent, trade secret any division, reissue, extension, continuation, or continuation in part thereof, or any copyright or trademark registrations that may be granted and issued for such Work Products. Employee hereby authorizes and requests the Commissioner of Patents and Trademarks or other property right of appropriate government official to issue any of the Employee's former employers such Letters Patent or of any other third party. Further, the Employee will not disclose registrations to the Company or use in any of the Employee's Work Product any confidential or proprietary information belonging to othersCompany, unless both the owner thereof its successors, and assigns. (b) The parties intend that the Company have consented to such disclosure the sole and usage. (ii) The Employee will promptly disclose to the Company all Work Products developed by the Employee within the scope of his employment with the Employer or which relate directly toexclusive right, or involve the use of, any Confidential Information including, but not limited to, all software, concepts, ideas and designstitle, and all documentation, manuals, letters, pamphlets, drafts, memoranda and other documents, writings or tangible things of any kind. (iii) The interest in such Work Products. Employee acknowledges and agrees that all copyrightable Work Products prepared by will be and remain the Employee within the scope exclusive property of the Employee's employment with Company and that Employee will, upon the Company are "works made for hire" and, consequently, that the Company owns all copyrights thereto. (iv) The Employee hereby assigns, transfers and conveys to request of the Company, and without additional considerationfurther compensation, do all lawful things requested by the Company to ensure the Company’s ownership of her other rightsthe Work Products, title and interest (including, but not limited towithout limitation, the execution of all patent, copyright and trade secret rights) in and to all Work Products prepared by the Employee, whether patentable or not, made or conceived, in whole or in part, by the Employee within the scope of the Employee's employment by the Company, or that relate directly to, or involve the use of, Confidential Information. (v) The Employee will, without additional compensation, execute all assignments, oaths, declarations and other documents requested by the Company to effect assign and further evidence the foregoing assignment, transfer and conveyance, and agree to provide all reasonable assistance to the Company (at and its assigns all of Employee’s right, title, and interest in the Company's expense) Work Products, if any, and to provide all informationenable the Company to file and obtain patents, documentation copyrights, and assistance other proprietary rights in the United States and foreign countries relating to the Work Products. Employee hereby appoints the Company in perfectingas Employee’s attorney-in-fact to execute all documents relating to such registrations, enforcingapplications, defending and assignments. The provisions of this Section 2.10 will survive the expiration or protecting termination of this Agreement for any or all of the Company's rights in all Work Product.reason. ​ ​ ​

Appears in 1 contract

Samples: Employment Agreement (Mullen Automotive Inc.)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!